Additional Collateral Matters Clause Samples
The "Additional Collateral Matters" clause outlines the rights and obligations of the parties regarding the provision, maintenance, or substitution of collateral beyond the initial requirements of the agreement. It typically specifies the circumstances under which a party may be required to provide extra collateral, such as changes in creditworthiness or fluctuations in asset values, and may detail the procedures for delivering or releasing such collateral. This clause serves to protect the secured party by ensuring that sufficient collateral is always available to cover potential exposures, thereby reducing credit risk and maintaining the integrity of the secured transaction.
Additional Collateral Matters. (a) As of the Closing Date: (i) no amount payable under or in connection with any of the Collateral is evidenced by any Instrument or tangible Chattel Paper unless the applicable Instrument or Chattel Paper is being held in trust by Borrowers for the benefit of Agent or has been delivered to Agent; (ii) (1) no Obligor holds, owns, or has any interest in any certificated securities or uncertificated securities other than those constituting Collateral with respect to which Agent has a perfected security interest in such Collateral, and (2) it has entered into a duly authorized, executed and delivered control agreement in form and substance satisfactory to Agent with respect to each Deposit Account, Securities Account and Commodity Account listed in Schedule 2 with respect to which Agent has a perfected security interest in such accounts by “control” (as contemplated by Section 9-104 of the UCC); (iii) no amount payable under or in connection with any of the Collateral is evidenced by any Electronic Chattel Paper or any “transferable record” (as that term is defined in Section 201 of the Federal Electronic Signatures in Global and National Commerce Act, or in Section 16 of the Uniform Electronic Transactions Act as in effect in any relevant jurisdiction); and (iv) no amount payable under or in connection with any of the Collateral is evidenced by any Letter-of-Credit Rights.
(b) This Agreement and the other Security Documents create in favor of Agent, for the benefit of the Secured Parties referred to therein, a legal, valid, continuing and enforceable security interest and Lien in the Collateral, the enforceability of which is subject to applicable bankruptcy, insolvency, reorganization, moratorium or other laws affecting creditors’ rights generally and subject to general principles of equity, regardless of whether considered in a proceeding in equity or at law. The financing statements, releases and other filings are in appropriate form and have been or will be filed in appropriate filing offices. Upon such filings and/or the obtaining of “control” (as contemplated by Section 9-104 of the UCC), Agent will have a perfected Lien on, and security interest in, to and under all right, title and interest of the grantors thereunder in all Collateral that may be perfected under the UCC (in effect on the date this representation is made) by filing, recording or registering a financing statement or analogous document (including the proceeds of such Collateral subject...
Additional Collateral Matters. Except for the safe custody of any Collateral in its possession and the accounting for moneys actually received by it pursuant to this Agreement, the Collateral Agent shall have no obligation whatsoever to the Lenders or to any other Person to assure that the Collateral exists or is owned by the Borrower or is cared for, protected or insured or has been encumbered or that the Liens granted to the Collateral Agent pursuant to the Loan Documents have been properly or sufficiently or lawfully created, perfected, protected or enforced or are entitled to any particular priority, or to exercise at all or in any particular manner or under any duty of care, disclosure or fidelity, or to continue exercising, any of the rights, authorities and powers granted or available to the Collateral Agent in this Section 12.09 or in any of the Loan Documents, it being understood and agreed that in respect of the Collateral, or in any act, omission or event related thereto, the Collateral Agent may act in any manner it may deem appropriate, in its sole discretion, given its own interest in the Collateral as one of the Lenders and that the Collateral Agent shall have no duty or liability whatsoever to any Lender.
Additional Collateral Matters. The Borrowers will provide all information relating to Spanish patents and trademarks described in Section 7.29(a)(i) no later than June 30, 2001.
Additional Collateral Matters. (a) The Borrowers will, and will cause their respective Subsidiaries to,
(i) provide to the Administrative Agent all information regarding the valuation of the Spanish patents and trademarks necessary to complete the Spanish security documents at the times specified on Schedule 7.29 (as such times may be extended by the Administrative Agent in its sole discretion) and all information regarding the value of the real estate collateral as the Administrative Agent requests in order to obtain title insurance on the real estate collateral and record the Georgia real estate mortgages (or equivalent), and (ii) proceed to convert its Chilean Subsidiary from a non-stock entity into a stock entity and thereafter grant to the Administrative Agent for the benefit of the Banks a security interest in 65% of such Subsidiary's issued and outstanding stock.
(b) No later than June 30, 2001, (or such later date as the Administrative Agent and Seminis may agree upon with respect to Collateral located outside the United States) the Borrowers will, and will cause their Subsidiaries to, execute and deliver to the Administrative Agent such amendments and supplements to the Security Documents to which they are a party as the Administrative Agent may request in order to ensure that the Liens granted to it pursuant thereto secure the Term Loans as extended by the last paragraph of Section 1.2 and the Revolving Credit Loans as extended by the last paragraph of Section 1.1(a).
Additional Collateral Matters. (a) The parties hereto hereby agree that the security interests granted in Sections 3.01(a), 3.01(b), 4.01(a) and 4.01(b) constitute separate and distinct grants of security interests, with such security interests having the priorities set forth in Section 4.01(c). The parties hereto hereby further acknowledge and agree that because of, among other things, their differing rights in the Deposit L/C Collateral, the Obligations (other than the Deposit L/C Obligations) are fundamentally different from the Deposit L/C Obligations and must be separately classified in any plan proposed or adopted in any bankruptcy, insolvency, reorganization or other similar proceeding of any Loan Party under the Bankruptcy Code. To further effectuate the intent of the parties as provided in this paragraph, if it is held that the Obligations (other than the Deposit L/C Obligations) and the Deposit L/C Obligations constitute only one class of secured claims, then the Collateral Agent, on behalf of each of the Secured Parties, hereby acknowledges and agrees that all distributions shall be made as if there were separate classes of secured claims against the Loan Parties in respect of the Collateral (with the effect being that, to the extent that the aggregate value of the Deposit L/C Collateral is sufficient (for this purpose ignoring all Obligations (other than the Deposit L/C Obligations)), the Deposit L/C Secured Parties shall be entitled to receive, in addition to amounts distributed to them in respect of principal, pre-petition interest and other claims, all amounts owing in respect of post-petition interest, fees, costs or charges before any distribution from the proceeds of the Deposit L/C Collateral is made in respect of the Obligations (other than the Deposit L/C Obligations).
(b) The Collateral Agent hereby acknowledges and agrees, on behalf of the Secured Parties, that it and each Secured Party (other than any Deposit L/C Secured Party) shall turn over to the Deposit L/C Secured Parties all amounts otherwise received or receivable by the Collateral Agent or such Secured Party from the Deposit L/C Collateral to the extent necessary to effectuate the intent of paragraph (a), even if such turnover has the effect of reducing the claim or recovery of the Collateral Agent or the Secured Parties (other than the Deposit L/C Secured Parties), and that, until turned over to the Deposit L/C Secured Parties, such amounts shall be held in trust for the benefit of the Deposit L/C Secur...
Additional Collateral Matters. Schedule 7.19 sets forth a complete and accurate list of all banking and other depository accounts of Borrower and its Subsidiaries existing on the Closing Date after giving effect to the Acquisition. Borrower shall, and shall cause each of its Subsidiaries to, within the applicable time period indicated for each such account on Schedule 7.19, either (i) cause such account to be maintained with Agent, (ii) close such account or (iii) cause such account to become subject to an account take-over letter substantially in the form of Exhibit L hereto executed and delivered by the institution at which such account is maintained (if other than Agent). Borrower will, and will cause each of its Subsidiaries to: (a) use best efforts have the lessors of their respective real Properties execute and deliver to Agent landlord waivers substantially in the form of Exhibit K hereto, and each of them shall require the execution and delivery of such a landlord waiver in connection with any new lease of real Property; (b) not open or suffer to exist any banking or depositary account unless such account is either (x) maintained with Agent or (y) (if not maintained with Agent) made subject to an account take-over letter substantially in the form of Exhibit L hereto executed by the institution at which such account is maintained or otherwise subject to a first priority security interest in favor of Agent; (c) notify any warehouseman, bailee or processor holding Inventory having a Fair Market Value in excess of $1,000,000 of the Liens created in favor of Agent and the Lenders and instruct such Person to hold such Inventory for Agent's account subject to Agent's instructions; and (d) notify any third-party molder holding Equipment having a Fair Market Value in excess of $1,000,000 of the Liens created in favor of Agent and the Lenders and instruct such Person to hold such Equipment for Agent's account subject to Agent's instructions.
Additional Collateral Matters. The Borrowers will, and will cause their respective Subsidiaries to, execute and deliver to the Administrative Agent such amendments and supplements to the Security Documents to which they are a party as the Administrative Agent may request in order to ensure that the Liens granted to it pursuant thereto secure the Term Loans as extended by the last paragraph of Section 1.2 and the Revolving Credit Loans as extended by the last paragraph of Section 1.1(a), such amendments and supplements to be received by the Administrative Agent no later than (a) February 15, 2003, in the case of amendments and supplements relating to Security Documents encumbering Collateral located in the United States, and (b) March 31, 2003, in the case of amendments and supplements relating to Security Documents encumbering Collateral located in any country other than the United States."
1.20. Section 7.31 of the Credit Agreement shall be amended by adding thereto the following provision as subsection (c) thereof:
Additional Collateral Matters. Except for the safe custody of any Collateral in its possession and the accounting for moneys actually received by it pursuant to this Agreement, the Collateral Agent shall have no obligation whatsoever to the Lenders or to any other Person to assure that the Collateral exists or is owned by either Borrower or is cared for, protected or insured or has been encumbered or that the Liens granted to the Collateral Agent pursuant to the Loan Documents have been properly or sufficiently or lawfully created, perfected, protected or enforced or are entitled to any particular priority, or to exercise at all or in any particular manner or under any duty of care, disclosure or fidelity, or to continue exercising, any of the rights, authorities and powers granted or available to the Collateral Agent in this Section
Additional Collateral Matters. Borrower does not have any chattel paper (whether tangible or electronic) or instruments as of the date hereof, except as set forth in the Information Certificate. In the event that Borrower shall be entitled to or shall receive any chattel paper or instrument after the date hereof, Borrower shall promptly notify Agent thereof in writing. Promptly upon the receipt thereof by or on behalf of Borrower (including by any agent or representative), Borrower shall deliver, or cause to be delivered to Agent, all tangible chattel paper and instruments that Borrower has or may at any time acquire, accompanied by such instruments of transfer or assignment duly executed in blank as Agent may from time to time specify, in each case except as Agent may otherwise agree. At Agent’s option, Borrower shall, or Agent may at any time on behalf of Borrower, cause the original of any such instrument or chattel paper to be conspicuously marked in a form and manner acceptable to Agent with the following legend referring to chattel paper or instruments as applicable: “This [chattel paper][instrument] is subject to the security interest of Law Debenture Trust Company of New York, for itself and as agent for the lenders, and any sale, transfer, assignment or encumbrance of this [chattel paper][instrument] violates the rights of such secured parties.”
Additional Collateral Matters. Borrower will: (a) cause the lessor of ----------------------------- its facility at ▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇, Irvine, California to execute and deliver to Agent a landlord waiver substantially in the form of Exhibit I by not later than --------- 30 days after the Closing Date; (b) use best efforts have the lessors of its other real Properties at which any material Collateral is located to execute and deliver to Agent a landlord waiver substantially in the form of Exhibit I, and --------- shall not enter into any new lease of real Property unless the lessor thereof executes and delivers such a landlord waiver; (c) not open or suffer to exist any banking or depositary account unless such account is either maintained with Agent or made subject to a first priority security interest in favor of Agent pursuant to an account take-over letter in form and substance satisfactory to Agent executed by the institution at which such account is maintained; and (d) notify warehousemen, bailees, processors and other third parties holding Property having an aggregate Fair Market Value in excess of $250,000 of the Liens created in favor of Agent and the Lenders and instruct such Person to hold such Property for Agent's account subject to Agent's instructions.